4/07/2011 15:18 mB wR Swoersvr.au 4882790655 Be SEYFARTH SHAW LLP Camille A. Olson (SBN 111919) Richard B. Lapp (SBN 271052) ‘Michael J. Burns (SBN 172614) 560 Mission Street, Suite 3100 San Francisco, California 94105 Telephone: (415) 397-2823 Facsimile: (415) 397-8549 ‘Michael D. Wexler (pro hac vice to be filed) 131 South Dearborn Street, Suite 2400 Chicago, Illinois 60603 BERGESON, LLP Danie] J. Bergeson (SBN 105439) John W. Fowler (SBN 037463) Melinda M. Morton (SBN 209373) 303 Almaden Blvd., Suite 500 San Jose, California 95110-2712 Telephone: (408) 291-6200 Facsimile: (408) 297-6000 Attomeys for Plaintiff HEWLETT-PACKARD COMPANY HEWLETT-PACKARD COMPANY, Plaintiff, v. ADRIAN M. JONES, an individual, and DOES 1-25, inclusive, Defendants. FEDEX KINKOS 2381 SUPERIOR COURT OF THE STATE OF CALIFORNIA, COUNTY OF SANTA CLARA IVETE ELe LL ELE EL PAGE 01/27 FILE APR AB 201 vse 1 4ACVA98LE3 CIVIL COMPLAINT FOR: (1) MISAPPROPRIATION OF TRADE SECRETS (ACTUAL AND THREATENED) (CAL. CIV. CODE, §3426 ET SEQ.) (2) BREACH OF CONTRACT (@) CONVERSION (@) FRAUD (8) BREACH OF DUTY OF LOYALTY DEMAND FOR INJUNCTIVE RELIEF AND JURY TRIAL CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 waar aue 10 u 12 13 14 15 16 17 18 19 20 2 24 25 26 a 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 02/27 Hewlett-Packard Company (“HP”) for its Civil Complaint against Adrian M. Jones (“Jones”), and DOES | through 25 (collectively, the “Defendants”), states as follows: NATURE OF THE ACTION 1 This action arises out of Defendant Jones’ unauthorized removal and misappropriation of HP’s proprietary, confidential, and trade scerct information in connection with his resignation from HP to join Oracle Corporation (“Oracle”), one of HP’s direct competitors, Defendant Jones was HP’s Senior Vice President of the ESSN (Enterprise Servers, Storage and Network) business unit in the APJ (Asia-Pacific-Japan) region until February 16, 2011, when he resigned to work at Oracle in a similar capacity. Jones’ resignation came at the conclusion of HP’s internal investigation of him for misuse of corporate assets and violations of ‘HP's Standards of Business Conduct and Conflicts of Interest Policy). HP’s investigation found: (@ Jones failed to disclose a conflict of interest related to a close personal relationship with one of his subordinates (the “HP Subordinate”); (ii) Jones improperly influenced employment ccisions relating to the HP Subordinate, including the orchestration of a salary increase of approximately 97%; and (iii) Jones submitted several thousands of doliars in personal expenses incurred in visiting the HP Subordinate that had no legitimate business purpose. Based upon the findings of HP’s investigation, Jones would have been terminated. However, before HP had the opportunity to terminate Jones, Jones resigned on February 16, 2011. 2. On February 11, 2011, just days before Jones resigned from HP. he utilized ‘backup software to copy hundreds of files and thousands of e-mails from his HP computer to a portable USB storage device, including files containing HP’s highly confidential, proprietary, and/or trade secret information that Jones could utilize in his new position with a direct competitor. Specifically, Jones copied files containing HP’s confidential, proprietary, and trade sceret information involving: '* customer satisfaction with specific HP products and services, customer initiatives, allocation of resources, HP employee performance, product development, and multi-year product, business plans, financial plans, and strategies being utilized by HP: i CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, ‘BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 aaueun 15:18 4882790655 FEDEX KINKOS 2381 PAGE 03/27 ‘+ lists and charts of HP’s ESSN and other customers in the Asia, Pacific, and Japan (“APJ") region; ‘© information regarding HP's rate structure, sales volumes, margins, discounts and marketing strategies and efforts, strengths and weaknesses; and ‘* strategic plans regarding new and existing products, services, and markets in the API region and elsewhere. 3, Jones resigned on February 16,2011. On February 17, 2011, Jones returned to HP his employee badge, a computer security key, the Company lap top computer that he used, his Company Blackberry, and his Company erodit card. Jones did not return to HP the portable USB storage device that he used to copy bundreds of files and thousands of emails that contained HP’s confidential proprietary, and trade secret information including information containing, HP"s work product that Jones created, developed, and/or used while an HP employee. 4, Onor about March 14, 2011, Jones notified HP that he had accepted a position with Oracle Corporation (“Oracle”), one of HP’s direct competitors in the enterprise server and storage sector, as Senior Vice President, Hardware Sales Asia. In Jones’ new position with Oracle (25 well as in his former position with HP) Jones’ responsibilities include hardware sales in the Asia/Pacific region. 5. Without immediate injunctive relief requiring Jones to identify and return the HP information wrongfully in his possession, and enjoining Jones and those acting in concert with ‘him from further accessing or using the information, IP will suffer irreparable harm. Conversely, Jones will suffer no harm as he has no lawful right to possess IIP’s confidential, proprictary, and trade secret information and he has previously agreed, in writing, that HP is entitled to immediate injunctive relicf to reclaim this information. Jones’ agreements with HP, detailed below, expressly provide that any violation thereof will entitle HP to “injunctive relief by temporary restraining order, temporary injunction, and/or permanent injunction and any other legal and equitable relief allowed by law.” 6. HP brings this action to protect its trade secrets and confidential information and to seck redress from the harm that Jones’ wrongful conduct has caused and will cause HP. HP. secks an injunction and appropriate order o, as more fully described inthe prayer below (3) CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS04/07/2011 Cea anh een 10 i 12 B 4 15 16 W7 18 19 20 2 22 23 4 2s 26 27 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 04/27 enjoin Jones from directly or indirectly disclosing or utilizing HP’s confidential, proprietary, and/or trade secret information; (b) require Jones to return HP property and files; and (c) require Jones to account for the whereabouts of HP’s files. THE PARTIES 7. HP isa Delaware corporation with its principal place of business and world headquarters in Palo Alto, California. HP employs over 5,000 employees in Santa Clara County, California, and conducts millions of dollars of business here, which is at risk due to Jones” unlawful actions. 8. Jones worked for HP in its Palo Alto, California office and elsewhere. HP is informed and believes Jones resides in San Juan Capistrano, California. In his new position, Jones is based out of Redwood Shores, California. 9. The true names and capacities, whether individusl, corporate, agent, representative, or otherwise, of Defendants named herein as Does | through 25, inclusive, are unknown to HP at this time, who therefore sues said Defendants by such fictitious names. HP will seek leave of Court to amend this Complaint to allege their true names and capacities once the same have been ascertained. “HP is informed and believes, and based upon such information and belief alleges, that each of the fictitiously named Defendants is responsible in some manner, way, or form, and to some extent for acts, events, and occurrences hereinafter alleged. Wherever appearing in this Complaint, cach and every reference to “Defendants” is intended and sball be a reference to all Defendants in this action, and each of them, including but not limited to all fictitiously named Defendants. 10. HP is informed and believes, and based upon such information and belief alleges, ‘that at all times relevant to this action, each of the Defendants named herein was doing business as (“dba”) and/or was the agent, principal, servant, representative, employer, employee, joint venturer, partner (of any kind), parent, subsidiary, affiliate and/or alter ego of each and every other Defendant and, in doing the things hereinafter alleged, was acting within the course and/or scope of such authority os the dba, agent, principal, servant, representative, employer, employee, 3 ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 15:18 4882790655 FEDEX KINKOS 2381 PAGE 05/27 joint-venturer, partner (of any kind), parent, subsidiary, affiliate, and/or alter ego with the ppettnission and consent of the remaining Defendants. JURISDICTION AND VENUE 11. This Court has jurisdiction over all causes of action asserted in this Complaint pursuant to the California Constitution, Article VI, section 10, and California Code of Civil Procedure section 410.10, by virtue of the fact that this is a civil action where the matter in controversy, exclusive of interest, exceeds $25,000, and because jurisdiction over this case is not given by statute to other trial courts. 12, Venue is proper in this Court because the agreements and contracts at issue were negotiated, entered and/or executed in the City of Palo Alto, in the County of Santa Clara, and the performance of obligations arising from the parties’ relationship occurred in the County of Santa Clara. Venue is also proper in Santa Clara County hecanse HP resides within the County of Santa Clara, Jones worked for HP in Santa Clara County, and certain wrongful actions took place or HP was harmed within the county. FACTUAL ALLEGATIONS HP's Business, Trade Secrets, and Confidential Information 13. HP isa technology company founded in 1939 that operates in more than 170 countries around the world. As the world’s largest technology company, HP brings together a ‘portfolio that includes printing, personal computing, software, services and IT infrastructure to sélve customer problems. No other company offers as complete a technology product portfolio as HP. HP provides infrastructure and business offerings that span from handheld devices to some of the world’s most powerful supercomputer installations. HP offers consumers a wide ‘range of products and services from digital photography to digital entertainment and from computing to home printing. This comprehensive portfolio helps HP match the right products, services and solutions to its customers’ specific needs. 14, _ HP's three business groups drive industry leadership in core technology areas: 1) ‘The Personal Systems Group: business and consumer PCs, mobile computing devices and ‘workstations; 2) The Imaging and Printing Group: Inkjet, LaserJet and commercial printing, and 4 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT CONVERSION AND OTHER CLAIMS.04/07/2011 2 2, 23 24 25 26 27 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 06/27 printing supplies; and 3) Enterprise Business: business services and products, including for example, storage and servers, enterprise services and software (“EBU"). 15, ‘The worldwide EBU alone generates annual revenues of approximately $54 billion. In 2010, HP's total revenues in the APJ region amounied to approximately 18% of HP's total fiscal year 2010 revenues 16. _HP’s software and hardware offerings compete directly with some offerings from the most competitive companies in the world, including Oracle. 17, HP isa leader in technology and customer support and service through the use of a well trained staff, the use of technology, and the establishment of strong customer relationships. 18. HP has invested substantial money to create proprietary designs, solutions, initiatives and equipment to ensure that HP can provide cutting edge technologies and services to its customers. 19, HP also spends extensive time and substantial money identifying and maintaining Key customer relationships, designing customer initiatives, determining strategic mergers and acquisitions, allocating resources for new technologies and initiatives, and cresting annual business plans. 20. HP*s key management personnel, including Jones, participate extensively in the design and implementation of annual business plans. Jones was privy to HP’s strategic plans, including its fiscal year 2010 and 2011 business plans. He was involved in creating such plans to compete against HP’s competitors, including Oracle. 21, HP has developed and maintained valuable relationships and substantial goodwill with its customers. 22, Inorder to grow its business and better serve its customers, HP has acquired other entities and technology throughout the world to best provide products and services that meet its clients’ needs and from which HP can derive economic gain. 5 ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS04/67/2011 Soe wane 13 14 16 7 18. 19 20 21 2 23 24 25 26 a7 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 87/27 23. _ HP’s business information, including its confidential, proprietary, and trade sccret information, customer relationships and goodwill, are of paramount significance to its business reputation and its success. 24, HP's trade secrets include product planning, strategic business planning, resource allocation, products under development, technology, confidential competitive intelligence, customer initiatives, customer relationship strengths and weaknesses, pricing, margins, acquisition targets, and business growth strengths and weaknesses. 25, HP's trade secret information is not generally known in the industry and is valuable because HP derives economic value from the information not being publicly available. 26, _ HP?s trade secret business and customer information is of great value to HP and such information would give any competitor who improperly acquired such information an unfair competitive advantage by: not expending the time and resources to develop the trade secret information as HP has done, quickly developing strategies, marketing plans, products and ‘technologies to unfairly compete with HP in order to diminish HP"s head start, even alerting a ‘competitor as to initiatives that should not be pursued, and other improper advantages. 27. _ HP protects its trade secret business and customer information by, among other safeguards: requiring employees to keep confidential business and customer information, password protecting computers, limiting access to information, requiring employees to sign confidentiality agreements, and requiring employees to take mandatory annual online Standards of Business Conduct training (which includes the obligation to protect HP's trade secret information). 28. HP's customer relationships and goodwill are of paramount importance to HP in that many of HP*s customers have been customers of HP for many years. Moreover, in a ‘number of instances, HP's customers entrust HP with confidential information and require HP to enter into confidentiality agreements regarding that information as well, 6 ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT. CONVERSION AND OTHER CI aime04/67/2011 Soerxaaueun RP RR — Sess Sears G rasa 25 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 88/27 Jones’ Employment with HP and His Agreement To Protect HP’ rietary, Confidential and Trade Secret Information 29. Jones accepted HP's offer of employment in or about March 2007 as a Vice President in Cupertino, California. 30. Upon joining HP, and at numerous points throughout his employment with HP, Tones received stock options, restricted stock, and other compensation worth many thousands of dollars in exchange for his agreements that he would not misuse HP's proprietary, confidential, and/or trade secret information. a Under his agreements with HP, Jones agreed, inter alia, to restrict the use of HP’s Proprietary, confidential, and trade secret information in the performance of HP duties, to hold such information in confidence, and to use reasonable measures to avoid unauthorized use or disclosure of such information. Jones also agreed that his work product would be HP’s sole property. Jones also agreed to return all of HP’s property when his employment with HP ended, 32. Upon joining HP, Jones was provided access to HP's proprietary, confidential and trade secret information, subject to HP's non-disclosure restrictions, 33. During his employment with HP, Jones executed several non-disclosure agreements with HP in which he agreed not to disclose HP’s proprietary, confidential or trade secret information. 34, Jones executed HP’s Agreement Regatding Confidential Information and Proprictary Developments (the “Trade Secret Protection Agreement”). Most recently, he signed such Trade Sceret Protection Agreements on January 26, 2009 and February 3, 2010. True and ‘correct copies of the agrecments are attached as Exhibits 1 and 2. 35. Jones agreed to keep HP’s proprietary, confidential and trade secret information protected and confidential both during and after his employment with HP, pursuant to Section 2 of the Trade Secret Protection Agreements, which states: 2. Confidential Information, This Agreement concerns trade secrets, confidential business and technical information, and know-how not generally known to the public (hereinafter “Confidential Information”) which is acquired or produced by me in connection with my cmployment by HP. Confidential Information may include, without limitation, information on HP organizations, staffing, finance, structure, i ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER Cl AIMS.04/07/2011 wh es Sew won u 12 13 14 15 16 7 18 19 20 a 23 25 26 27 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 09/27 information of employee performance, compensation of others, research and development, manufacturing and marketing, files, keys, certificates, passwords and other computer information, as well as information that HP receives from others under an obligation of confidentiality. 1 agree: (@) to use such information only in the performance of HP duties; (®) to hold such information in confidence and trust; and (©) to usc all reasonable precautions to assure that such information is not disclosed to unouthorized persons or used in an unauthorized manner, both during and after my employment with HP. 1 further agree that any organizational information or staffing information leamed by me in connection with my’ employment by HP is the Confidential Information of HP, and I agree that J will not share such information with any recruiters or any other employers, either during or subsequent to my employment with HP; further, I agree that I will not use or permit use of such as a means to recruit or solicit other HP employees away from HP (either for myself or for others) 36. Under the Trade Secret Protection Agreements, Jones also agreed that any proprietary developments that were conceived or made by him while employed by HP were the sole property of HP: 3. _ Proprietary Developments. This Agreement also concerns inventions and discoveries (whether or not patentable), designs, works of authorship, mask works, improvements, data, processes, computer programs and software (hereinafter called “Proprietary Developments”) that are conceived or made by me alone or with others while | am employed by HP ‘and that relate to the research and development or the business of HP, of that result from work performed by me for HP, or that are developed, in whole or in part, using HP’s equipment, supplies, facilities or trade secrets information. Such Proprietary Developments are the sole property of HP, and I hereby assign and transfer all rights in such Proprietary Developments to HP . 37. Under the Trade Secret Protection Agreements, Jones also agreed that all of his, work product would be the sole property of HP, and that HP had the sole right to use and disseminate this work product: 5. Work Product. The product of all work performed by me during and within the scope of my HP employment including, without limitation, any files, presentations, teports, documents, drawings, computer programs, devices and models, ‘will be the sole property of HP. I understand that HP has the sole right to use, sell, license, publish or otherwise disseminate or transfer tights in such work product. 38. Under the Trade Secret Protection Agreements, Jones also agreed to return all HP property (including HP's work product that Jones developed and/or used while an HP employee) upon the termination of his employment: 8 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/67/2011 Aw kee 25 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 16/27 6___HP Property. 1 will not remove any HP property from HP premises without HP's permission, Upon termination of my employment with HP, I will return all HP property to HP unless HP’s written permission to keep it is obtained. 39. Jones also agreed to certain Protective Covenants in the Trade Secret Protection Agreements to protect HP's Confidential Information. Specifically, he agreed to a series of Protective Covenants, contained in Section 7 of the Trade Sccret Protection Agreements, expressly acknowledging that “a simple agreement not to disclose or use HIP’s Confidential Information or Proprietary Developments after my employment by HP ends would be inadequate, standing alone, to protect HP’s legitimate business interests because some activities by a former employee who had held a position like mine would, by their nature, compromise such Confidential Information and Proprietary Developments as well as the goodwill and customer relationships that HP will pay me to develop for the company during my employment by HP.” These covenants include restrictions on (a) conflicting business activities; (b) solicitation of customers; (¢) solicitations of HP employees; and (d) solicitation af HP suppliers, all in recognition of the detailed proprietary, confidential and/or trade secret information known to Jones: 7. Protective Covenants, I acknowledge that a simple agreement not to disclose or use HP’s Confidential Information or Proprietary Developments after my employment by HP ends would be inadequate, standing alone. to protect HP’s legitimate business interests because some activities by a former employee who had held a position like mine would, by their nature, compromise such Confidential Information and Proprictary Developments as well as the goodwill and customer relationships that HP will pay me to develop for the company during my employment by HP. I recognize that activities that violate HP’s rights in this regard, whether or not intentional, aro often undetectable by HPP until it is too late to obtain any effective remedy, and that such activities will cause irreparable injury to HP. To prevent this kind of irreparable harm, 1 agree that for a period of twelve months following the termination of my employment with HP, I will abide by the following Protective Covenants: (®) _ No Conflicting Business Activities. I will not provide services to a Competitor in any role or position (as an cmployee, consultant, or otherwise) that would involve Conflicting Business Activities in the Restricted Geographic Area (but while [ remain a resident of California and subject to the laws of California, the restriction in this clause (paragraph 7, subpart (a)) will apply only to Conflicting Business Activities in the Restricted Geographic Area that result in unauthorized use or disclosure of HP's Confidential Information): (2) No Solicitation of Customers. I will not (in person or through assistance to others) knowingly participate in soliciting or communicating with any customer of HP in pursuit of a Competing Line of Business if | either had business-related contact with that customer or received Confidential Information about that customer in the last two 9 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, [BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS.04/07/2011 Bee wraueun " 12 13 14 is 16 7 18 19 20 2a 23 24 25 26 a7 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE (11/27 years of my employment at HP (but while I remain a resident of California and subject to the laws of California, the restriction in this clause (paragraph 7, subpart (b)) will apply only to solicitations or communications made with the unauthorized assistance of HP°s Confidential Information); (© NoSolicitation of HP Employees. { will not in person or through assistance to others) knowingly participate in soliciting or communicating with an HP Employee for the purpose of persuading or helping the HP Employee to end ot reduce his or her employment relationship with HP if I cither worked with that HP Employee or reecived Confidential Information about that IP Employee in the last two years of my employment with HP; and @)__ NoSolisitation of HP Suppliers. 1 will not (in person or through assistance to others) knowingly participate mn coficiting or communicating with an HP Supplicr for the purpose of persuading or helping the HP Supplier to end or modily to HP’ s detriment an existing business relationship with HP if | either worked with that HP Supplier or received Confidential Information about that HP Supplier in the last two years of my employment with HP. 40. To further protect HP’s Confidential Information, the Trade Secret Protection Agreements requited Jones to notify HP of his post-employment activities, Pursuant to Section 9, Jones agreed to notify HP of his employment with a competitor promptly and provide HP with sufficient information conceming his new position to allow HP to assess whether such a position ‘would likely lead to a violation of the Agreement: 9. Notice of Post-Employment Activities. If] accept a position with a Competitor at any time within twelve months following termination of my employment with HP, I will promptly give written notice to the senior Human Resources managet for the HP business sector in which I worked, with a copy to HP's General Counsel, and will provide HP with the information it needs about my new position to determine whether such position would likely lead to a violation of this Agreement (except that need not provide any information that would include the Competitor’s trade secrets). 4L Jones further agreed that HP would be entitled to immediate injunctive relief for any violations of the Trade Secret Protection Agreements: 10. _ Relief: Extension. I understand that if|I violate this Agreement (particularly the Protective Covenants), HP will be entitled to injunctive relief by fomporary restraining order, temporary injunction, and/or permanent injunction and any other legal and equitable relief allowed by law. Injunctive relief will not exclude other remedies that might apply. If | am found to have violated any restrictions in the Protective Covenants, then the time period for such restrictions will be extended by one day for each day that I am found to have violated them, up to a maximum extension equal to the time period originally prescribed for the restrictions, 42. Asan HP employee, Jones also accepted HP’s Standards of Business Conduct SBC") and HP's Conflicts of Interest Policy. Among other things, the SBC accepted by Jones 10 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OP CONTRACT. CONVERSION AND OTHER CLAIMS04/07/2011 Ce a ane wn 10 M1 2 1B 14 15 16 7 18 19 20 15:18 4882790655 FEDEX KINKOS 2381 PAGE 12/27 provides that HP employees must avoid conflicts of interest, maintain accurate business records, and cooperate with investigations. Similarly, HP*s Conflicts of Interest Policy, agreed to by Jones, provides that HP employees must avoid situations where there may be a conflict of interest, to disclose if they have a close personal relationship with any direct or indirect report, and that an employee cannot be directly or indirectly involved in employment-related decisions related to anyone with whom the employee has a close personal relationship. True and correct copies of the SBC and Conflicts of Interest Policy are attached as Exhibits 3 and 4 43, From March 2007 to the end of 2009. Jones was the Vice Presidem in HP's Solutions Partners Organization, Americas (“SPOA”). which is sometimes referred to as HP's “Channel” division. In that role, he was responsible for oversecing HPA’s SPOA operations, which involved partnering with thousands of resellers and distributors across the country and. elsewhere to market and sell HP’s products and services to customers of every size and shape. 44. Beginning in November 2009, Jones became HP’s Senior Vice President and General Manager of HP's ESSN for the API region. His duties in that role included overseeing all of HP's ESSN sales in Asia and Australia, including the Pacific Islands and Archipclagos west of the International Date Line, Jones was also responsible for creating and implementing HP’s ESSN strategic sales plans for that region. 4S. As the Senior Vice President of the ESSN business unit, Jones had access to HP’s most valuable proprietary, confidential and/or trade secret information. He attended operation meetings, technology mectings, strategic planning meetings, and customer meetings. 46. As a result of his high level position within HP, Jones had access to Confidential Information relating to HP’s Enterprise, Storage, Servers and Networking business unit. He attended high level mectings at HP and was privy to the most sensitive of HP proprictary, confidential and/or trade secret information. Jones helped determine high-level HP strategy with respect to HP’s ESSN for the APJ region, and had access to Confidential Information regarding personnel matters. 47. Jones" high level position gave him access to HP’s proprietary, confidential and trade secret information regarding research and development, marketing, strategy, customer u CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 Cea om 10 iL 12 B 14 16 17 18 19 20 a 2 23 24 26 ar 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 13/27 contacts, allocation of resources, pricing, margins, profitability, sustorner initiatives, leadership and talent is es, and other confidential information, 48, ~ Without revealing their exact nature and thus their secrecy, the proprietary, confidential and/or trade secret information known by Jones includes, inter alia: A. Customer initiatives, allocation of resources, product development, multi- year product, business and talent planning, and strategies being utilized by HP; B. Confidential lists, charts, diagrams, and other compilations of HP's ESSN and other customers in the APJ region containing information regarding ‘customer spend and satisfaction; C. Confidential APJ per-customer information regarding contacts, revenue, margin, pricing, preferences, initiatives, allocation of resources, product development, multi-year planning, purchasing histories, strategies, and other information; D. —_ Confidential information regarding HP's APJ resellers and distributors, including contacts, sales volumes, margins, commissions, sales and marketing strategies and efforts, strengths and weaknesses; and E, Confidential strategic plans regarding HP’s financial plans, new and existing products, services, staffing, and markets in the APJ region and elsewhere, including HP’s growth plans in the region, strengths and weaknesses, opportunities, and trends. 49. Jones also had access to HP's proprietary, confidential and trade secret information conccming HP's strategies regarding its competitors. 50. nor about November 1, 2009, Jones accepted a Long Term Temporary International Assignment Program (“LTTIAP”) to rclocate with his wife and children to Tokyo, Japan for 36 months. As part of the LTTIAP, Jones was promoted to Senior Vice President of Sales for HPs Enterprise Servers, Storage and Networking for HP Asia Pacific and Japan 12 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS:04/67/2011 Cea ee een 10 W Py 13 14 15 16 17 18 19 20 21 22 23 24 2s 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 14/27 SI. On or about July 12, 2010, Jones accepted the terms and conditions of HP’s LTTIAP as summarized in a document entitled “Hewlett Packard Company Long Term Temporary Intemational Assignment Summary of Terms and Conditions” (“Summary Terms and Conditions”), The Summary Terms and Conditions explicitly incorporated the terms of HP's LTTIAP. True and correct copies of the Summary Terms and Conditions and the LTTIAP are attached as Exbibits § and 6 52, In reliance on Jones’ agreement to be bound by the SBC and Conflicts of Interest Policy. and the terms and conditions of the Summary Terms and Conditions and the LTTIAP, HP incurred substantial expense to accommodate Jones's relocation to Tokyo, including but not limited to: (1) storage of Jones” household goods in the United States; (2) lease of a vehicle for Tones in Japan; (3) lease of housing for Jones in Japan; (4) housing insurance for Jones in Japan; (5) famniture rental for Jones in Japan; (6) tuition for Jones” three children in Japan; and (7) schoo! bis expenses for Jones’ three children in Japan. ‘Conflict of Interest 53. In or around October 2010, HP learned that Jones was having an undisclosed close personal relationship with a HP Subordinate, who worked in Sydney, Australia, HP learned that Jones frequently travelled to Australia to visit the HP Subordinate for the sole ‘purpose of furthering his close personal relationship with her, and was submitting inaccurate expense reports characterizing his personal trips as business expenses although they served no legitimate business purpose. 54, HP also learned that Jones, in violation of HP’s Conflicts of Interest Policy, had orchestrated a salary raise of opproximately 97% for the HP Subordinate without disclosing his close personal relationship with her. These issues raised serious concerns regarding Jones” breach of HP's SBC and Conflicts of Interest Policy. aay Upon learning of these allegations, HP began an internal investigation into Jones’ actions with respect to the HP Subordinate. 13 ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/67/2011 Cea aon 10 ih 12 13 14 15 16 17 18 19 20 a 22 23 24 25 26 27 28 is:16 = 4982799699 FEDEX KINKOS 2381 PAGE 15/27 Hl } i i 56. In mid-December 2010, HP formally advised Jones of the investigation and reminded him of his duty to refrain from communicating with anyone about the matter, Despite his obligation to cooperate with the investigation pursuant to the SBC, Jones refused to comply and continued to interfere with the investigation by discussing the matter with the HP Subordinate, as well as other HP employees, and by providing false, misleading and evasive responses to HP's ingui 3. 57." During the investigation, HP Jeamed that Jones and the HP Subordinate first met when Jones visited Sydney, Australia in December 2009. In carly 2010, he began the close ‘personal relationship with the HP Subordinate. Thereafter, Jones traveled to Sydney approximately every four to six weeks to further this close personal relationship. 58. Despite knowing that HP*s Conflicts of Interest Policy required him to disclose his close personal relationship with the HP Subordinate, Jones deliberately concealed his close personal relationship from HIP. 59. After Jones began his secret relationship with the HP Subordinate, he orchestrated a scheme to give her a substantial raise and a promotion. As part of his scheme, Jones told his manager that the HP Subordinate was one of his top sales reps, had received a significant job offer from an HP competitor, and that it was necessary to increase her salary to prevent her from leaving HP. Jones secured suppott to raise the HP Subordinate’s salary approximately 97%. ‘Throughout this entire scheme, Jones concealed his close personal felationship. 60. When confronted with HP's overwhelming evidence during the investigation, Jones admitted that he had never previously been involved in salary negotiations for any employees ontside his direct reports. He also admitted that he knew that he should have disclosed his close personal relationship with the HP Subordinate, and that he had a conflict of interest because of his relationship. Further, despite HP’s requests, Jones and his subordinate refused to produce any evidence of her alleged employment offer from an HP competitor. 61. _ HPs investigation also confirmed that Jones submitted numerous false expense reports claiming several thousands of dollars in travel expenses to Australia to further his close personal relationship with the HP Subordinate. 14 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS. BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS.04/07/2011 7 18 19 20 24 22 23 24 25 26 27 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 16/27 62. Jones also submitted numerous false expense reports clairning reimbursement for personal meals, including meals with the HP Subordinate. He falsely represented on expense reports submitted to HP that he dined with persons who were not in attendance. In many cascs, Jones dined with the HP Subordinate, but falsely represented to HP that he dined with others in order to get his personal non-business expenses reimbursed, 63. When confronted with evidence of his inaccurate meal expenses, Jones blamed his personal assistant for submitting the expenses, claiming that he did not review the expense reports before they were submitted. Jones also claimed that the inaccuracies were merely the result of his assistant having to submit the expense reports before she received his actual receipts and that she simply guessed who the attendees were based on Jones" calendar. However, for the meals in Sydney for which Jones fraudulently submitted meal expenses, his calendar was blank and could not have suggested the fraudulent attendees. Ultimately, Jones admitted that many of the people he had identified as attendees on expense reports submitted to HP were in fact never present, 64, On March 11, 2011, HP demanded that Jones reimburse HP for the more than $13,025 in personal expenses fraudulently submitted as business expenses, and an additional $146,374 for HP's costs associated with his abrupt resignation while on international assignment in Japan. Jones has refused to reimburse HP for these amounts. HIP’s Confidential Information and Then Abruptly Res Jones Coy 65. In the face of overwhelming evidence of his misconduct, fraud and breaches of the SBC and Conflicts of Interest Policy, Jones abruptly resigned from HP on February 16, 2011. 66. On February 17, 2011, following his resignation, Jones met with Bradley Jose, HP’s Director of Human Resources for the ESSN business unit of the APJ region. During this meeting, Jones retumed to HP his employee badge, a computer security key, the Company lap top computer that he used, his Company Blackberry, and his Company credit card. He did not return to HP the portable USB storage device that he used to copy hundreds of files and ‘thousands of emails that contained HP's confidential proprictary, and trade secret information, including but not limited to Confidential Information. 15 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 ween we ae 10 i 2 1B 14 16 7 18 19 20 2 2 23 24 25 26 27 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE (17/27 67. On February 18, 2011, Jones again spoke with Jose, Jose reminded Jones of bis post-employment obligations with respect to HP’s proprietary, confidential and/or trade secret information. During this discussion, Jones failed to notify HP that he had installed third party backup software on his HP computer. He also failed to notify HP that he had used the backup software to create a compléte backup of the files on his HP computer on a portable USB storage device on or about February 11, 2011, just days before his resignation. Jones also failed to disclose or retum the portable USB storage device that he used to create the backup of the files ‘on the hard drive of his HP computer. On February 18, 2011 Jose provided Jones with a copy of HP's Post Employment Restrictions related to Confidential Information, as well as a copy of the Trade Sccret Protection Agreements Jones had signed in 2009, 68. Following Jones’ resignation, a forensic investigation revealed that Jones had installed third party backup software on his HP computer and had used this software just days before his resignation to save backup copies of all of the files on the hard drive of his HP computer to a portable USB storage device, including files with proprietary, confidential and/or | trade secret information. Specifically, in November 2010, Jones installed third party backup software that he purchased from Memeo on his HP computer without authorization. The Memeo software allowed Jones to backup all of the files on his HP computer to a portable USB storage device not associated with HP's computer system. 69. Us backup of his HP computer on February 11, 2011, just days before he resigned from HP, using @ ing Memeo, Jones created a backup in November 2010. He executed another portable USB storage deviee, In running the February 11 backup, Jones copied 908 files from his HP computer. These files were saved to a portable USB storage device and contained hundreds of separate documents of varying types (e-g., PowerPoint presentations, Excel spreadsheets) and thousands of e-mails, 70. Jones failed to return to HP the portable USB storage device that he used to make ‘backup copies of the hard drive of his HP computer on February 11, 2011. The information taken by Jones includes proprictary, confidential and/or trade secret information described in paragraphs 46-49 herein, 16 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, REACH OF CONTRACT CONVERSION AND OTHER CLAIMS:64/07/2011 wR we wears 50 uw 12 13 4 16 7 18. 19 20 21 23 24 25 26 a 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 18/27 mpetitor 7 On March 14, 2011, Jones notified HP that he had accepted the position of Senior ‘Vice President, Hardware Sales Asia with Oracle America, a direct competitor to HP. 72. Oracle is « business software and hardware systems company, and a direct competitor of HP in the enterprise servers and storage business. HP and Oracle both provide enterprise software and hardware systems that compete head-to-head in the United States and across the world in the highly competitive enterprise server and storage space market. 73. Following Oracle’s $7.4 billion acquisition of Sun Microsystems in January 2010, Oracle entered the market for hardware systems and now offers a wide range of directly competitive server systems and storage products. HP and Oracle are thus now direct competitors in the enterprise business space, and Oracle’s enterprise software and hardware offerings ‘compete on a customer by customer basis with HP's cuterptise offerings. 7A. Ina July 2010 SEC filing, Oracle stated, in pertinent part: ‘We face intense competition in all aspects of our business. The nature of the IT industry creates a competitive landscape that is constantly evolving as firms emerge, expand or are acquired, as technology evolves and as customer demands and competitive pressures otherwise change, Our customers are demanding less complexity and lower total cost in the implementation, sourcing, integration and ongoing maintenance of their enferprise software and hardware systems, which has led increasingly to our product offerings ‘being viewed as a “stack” of software and hardware designed to work together in a standards-compliant environment—from “Applications to Disk.” Our enterprise software and hardware offerings compete directly with some offerings from the most ‘competitive companies in the world, including Microsoft Corporation (Microsoft), IBM Corporation (IBM), Hewlett Packard Company (HP), SAP AG, and Intel, as well as many others. (Emphasis added). 75. Enterprise servers and storage have been and remain a key component of HP’s business, and were a focus of Jones’ duties and responsibilities while employed as the Senior Vice President of ESSN for the APJ region at HP. One of Jones’ main objectives while at HP ‘was to create HP's strategic plan to compete against its competitors with regards to sales of enterprise storage and servers. 76. Jones’ actions are a serious threat to HP’s business, are in violation of contractual obligations and applicable law, and unjustly enrich Jones. Injunctive relief is necessary to remedy the harm. 17 ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS04/07/2011 we ww Sereaoa 19 20 2 23 24 25 26 aT 28 15:18 4882790655 FEDEX KINKOS 2381 PAGE 19/27 77, HAP has no adequate remedy at law to fully protect it. The value of HP’s trade secret and Confidential Information will be severely diminished if Jones is not required to aceount for and return the trade secret and Confidential Information that he took, FIRST CAUSE OF ACTION (Misappropriation of Trade Secrets Against Jones and DOES 1-25) 78, HP hereby incorporates by reference and realleges each of the allegations contained in the foregoing paragraphs | through 77, inclusive, as though fully set forth in this cause of action. 79, tall relevant times, HP was in possession of trade secret information as defined by California's Uniform Trade Secrets Act (“CUTSA"), Civil Code section 3426.1(d). As described above, Jones was provided access to such trade secrets in his position as HP's Senior Vice President of the ESSN business unit for the APJ region. The proprietary business and ‘customer information of HP that Jones had access to was provided access to constitutes trade secrets because HP, as deseribed herein, derives independent economic value from that information, such information is not generally known nor readily ascertainable by proper means ‘by other persons who can obtain economic value from its disclosure or use, and because the information is the subject of reasonable efforts to maintain its secrecy. HP's trade secret information described herein is not and was not generally known to HP's competitors in the industry. 80. HP is informed and believes and therefore alleges that Jones has actually ‘misappropriated and continues to threaten to misappropriate HP's trade secrets in violation of CUTSA. 81. Asaresult of his high-level position with HP, Jones had access to HP’s most valuable trade secrets as described herein. Jones continues to have knowledge of that information, notwithstanding the fact that he is working for a competitor. Jones continues to possess HP’s trade secrets held in his memory and more importantly in an electronic format on the storage device to which he downloaded hundreds of files and thousands of e-mails. HP 18. ‘CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT, CONVERSION AND OTHER CLAIMS.04/07/2011 ee er RRRBRBSAERARESSEES 26 27 28 15:18 © 4882790655 FEDEX KINKOS 2381 PAGE 20/27 alleges upon information and belief that they are contained in his memory or in physical or electronic form. 82. Jones intends to improperly use or disclose HP’s trade secrets to others in violation of the CUTSA and his Trade Secret Protection Agreements with HP. 83, Jones has and will continue to wrongfully use HIP's trade secrets unless enjoined. Despite HP's demand, Jones has failed to renum a portable USB storage device which he used to copy confidential HP documents and files. Jones also failed to disclose to HP that he had installed software that allowed him to backup all of the files on his HP computer to a portable [USB storage device, and that he had in fact saved all of the files on his HP computer to a portable USB storage device just days before his resignation. 84. Jones, by bis fraudulent and deceitful conduct to date, has demonstrated that he cannot be counted on to avoid disclosing and utilizing HP’s trade secrets. 85. Asaproximate result of Jones’ misappropriation and threateved misappropriation of HP's trade secrets, HP has suffered, and wil] continue to suffer, irreparable harm, as well as, damages in an amount to be proven at the time of trial, but which are substantial and in excess of the minimum jurisdictional amount of this cour 86. Because HP's remedy at law is inadequate, HP seeks tomporary, preliminary and permanent injunctive relief, HP is threatened with losing customers, technology. its competitive advantage, its trade secrets and goodwill in amounts which may be impossible to determine, ‘unless Jones is enjoined and restrained by order of this Court, as alleged above. 87, Jones” actual and threatened misappropriation has been willful and malicious in light of Jones’ repeated execution of contracts prohibiting his current conduct and his deliberate violation of the contractual obligations. Therefore, HP is entitled to an award of punitive or ‘treble damages and attorneys’ fees pursuant to Civil Code sections 3426.3(¢) and 3426.4. ne MD 19, CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT CONVERSION AND OTHER CLAIMS04/67/2011 aan eon 10 MW 12 B 14 15 16 17 18. 19 20 21 23 24 2s 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 21/27 SECOND CAUSE OF ACTIE {Breach of Written Contract Against Jones) 88, HP hereby incorporates by reference and realleges each of the allegations contained in the foregoing paragraphs 1 through 87, inclusive, as though fully set forth in this cause of action, 89, Jones’ Trade Secret Protection Agreements are valid and enforceable contracts. “The confidentiality covenants and other provisions contained in the agreements are reasonably necessary to protect legitimate protectable interests in trade secrets, confidential information, customer relationships, work force and goodwill. 90. HP has fully performed all of its obligations under the agreements. 91. Jones is breaching and threatens to continue to breach the agreements by: A. failing to return HP property in violation of Section 6 of the Trade Secret Protection Agreements; B. __ breaching his obligations in Section 2 and Section 7 of the Trade Secret Protection Agreements; and/or C, utilizing HP's confidential and/or trade secret information to benefit HP’s competitor, Oracle. 92. Asa result of any one of these breaches of his agreements, HP has been injured and faces irreparable injury. HP is threatened with losing customers, technology, its competitive advantage, its trade secrets and goodwill in amounts which may be impossible to determine, unless Jones is enjoined and restrained by order of this Court. THIRD CAUSE OF ACTION (Conversion Against Jones and DOES 1-25) 93. _ HP hereby incorporates by reference and realleges cach of the allegations contained in the foregoing paragraphs 1 through __, inclusive, as though fully set forth in this catise of action. 94, Based on conduct wholly independent of the existence, knowledge, misappropriation and usage of HP"s trade secrets, Jones removed and retained non-trade secret 20 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT CONVERSION AND OTHER CLAIMS.04/07/2011 ee a ae ew eo PRY RR peewee pero eeg BRRRRBBRBERERSSDATRESS ES 15:18 4882790655 FEDEX KINKOS 2381 PAGE 22/27 but still proprietary and confidential information and property belonging to HP, without permission or authorization, for his personal economic advantage and, on information and belief 10 use for the benefit of a competitor to unfairly compete with HP. 95. Asaproximate result of Jones” removal and retention of non-trade secret but still proprietary and confidential information and property, Jones has caused HP to suffer damages in ‘an amount to be proven at trial. 96. Bach of the acts of conversion was done willfully and maliciously, with the deliberate intent to injury HP's business, thereby entitling HP to exemplary damages and/or attorneys’ fees to be proven at trial. FOURTH CAUSE OF ACTION (#raud Against Jones and DOES 1-25) 97. HP hereby incorporates by reference and realleges each of the allegations contained in the foregoing paragraphs 1 through 77, inclusive, as though fully set forth in this cause of action. 98, HP is informed and believes, and based upon such information and belief alleges, ‘that when Jones submitted fraudulent documentation to support his expense reports, he represented that the expenses were lawful business expenses although they were personal in nature and related to his close personal relationship with the HP Subordinate. Jones knew these representations to be false and made the representations with the intent to deceive, defraud, and induce HP to act in reliance on the representations in the manner herein alleged, and to reimburse Jones for the fraudulent expenses. 99. HP, at the time these representations were made, and at the time HP took the actions herein alleged, was ignorant of the falsity of the representations made by Jones and ‘yelieved them to be true. In reliance on these representations of material fact, HP did not discover that Jones" personal expenses were fraudulently submitted as legitimate business expenses.” Had HP known the actual facts, it would not have reimbursed Jones for his fraudulent expenses. 2 IVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, REACH OF CONTRACT. CONVERSION AND OTHER CLAIMS:04/67/2011 Sow rank own uN 12 B 4 15 16 7 18 19 20 a1 23 a4 25 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 23/27 100. _HP’s reliance on Jones” representations was reasonable and justified because Jones was a long-time employee of HP, and HP had no reason to believe, suspect or discover that Jones would commit fraud, make intentional mistepresentations, and/or breach his duty of trust and care to HP. 101. HPs also informed and believes, and based upon such information and belief alleges, that when Jones claimed that the HP Subordinate was one of his top sales reps, had received a significant job offer from an HP competitor, and that her salary had to be increased to keep her from leaving HP. Jones represented that these facts were true although they were false. Tones knew these representations to be false and made the representations with the intent 10 deceive, deftaud, and induce HP to act in reliance on the representations in the manner herein alleged, and to raise his subordinate’s salary approximately 97%. 102. HP, at the time these representations were made, and at the time HP took the actions herein alleged and reimbursed Jones, was ignorant of the falsity of the representations made by Jones and believed them to be true. Had HP known the actual facts, it would not have raised the HP Subordinate’s salary approximately 97%. 103, HP's reliance on Jones” representations was reasonable and justified because Jones was a long-time employee of HP, and HP had no reason to believe, suspect or discover that | Jones would commit fraud against HP, make intentional mistepresentations to HP, and/or breach his duty of trust and care to HP. 104. Asa direct and proximate result of Jones’ fraudulent conduct, HP has been damaged in an amount subject to proof at the time of trial, but which HP alleges is more than $13,025, plus amounts paid to the HP Subordinate in reliance on Jones" misrepresentations. 108, Jones’ acts alleged above were willful, wanton, malicious, oppressive, and undertaken with conscious disregard for the rights of HP and with intent to defraud HP, and justify the award of exemplary and punitive damages. EIFTH (0) (Breach of Duty of Loyalty Against Jones and DOES 1-25) 106. HP hereby incorporates by reference and realleges each of the allegations 22 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, jtrnathypgomnyfonhpdatalfhanenp(psihy pba igesed gmat pedi badd thay04/07/2011 v Soarnrdsawee u 13 14 15 16 Ww 18 19 20 a n 23 25 26 27 28 15:18 4882790655, FEDEX KINKOS 2381 PAGE 24/27 contained in the foregoing paragraphs 1 through 77, inclusive, as though fully set forth in this cause of action. 107. Pursuant to California Labor Code sections 2854 and 2859, as an employee of HP, Jones owed a duty of care, diligence, skill and loyalty to HP. 108. Jones breached his duty to HP as a result of the acts alleged hercin, including but not limited to: (1) failing to disclose his close personal relationship with the HP Subordinate; (2) submitting false expense reports characterizing his personal trips to Australia, as well #s personal meals, as business expenses although they served no legitimate business purpose; (3) orchestrating an unjustified substantial salary increase for the HP Subordinate; (4) failing to cooperate in HP's investigation of these events; and (5) refusing to repay HP for the no less than. {$146,374 in expenses incurred by HP related to Jones® resignation of his international post in Japan. 109. Asadirect and proximate result of Jones’ breach of his duty to HP. HP has been damaged in an amount to be proven at the time of trial, but in excess of the minimum jurisdictional amount of this Court 110, Jones’ acts alleged above were willful, wanton, malicious, oppressive, and undertaken with intent to defraud HP, and justify the award of exemplary and punitive damages. PRAYER FOR RELIEF WHEREFORE, HP prays that the Court enter an Order: A. Temporarily, preliminarily and permanently enjoining Jones and all persons or entities acting in concert or participation with Jones ftom directly or indirectly: «obtaining, accessing, using, retaining, utilizing or disclosing HP’s confidential, proprietary, or trade seoret information; ‘© accessing, retrieving, copying, transmitting, or disseminating any and oll hard. copies of electronic data containing HP trade secrets and/or confidential information and/or any other HP data, documents or property 23 CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, RREACH OF CONTRACT CONVERSION AND OTHER CLAIMS:04/67/2011 10 a 2 2B 14 16 7 18 19 20 21 23 24 25 26 27 28 15:18 4882798655 FEDEX KINKOS 2381 PAGE 25/27 + deleting, destroying, shredding, altering, crasing or otherwise modifying or causing or permitting anyone else to delete, destroy, shred, alter, erase or otherwise modify any evidence relating to this action; B. _ Requiring the immediate disclosure and return to HP of all misappropriated ‘materials, including all media and electronic storage devices and virtual repositories, including but not limited to any Memeo accounts, portable USB storage devices utilized by Jones, and ‘Western Digital hard drives utilized by Jones; C. _Reguiring the production of all electronic devices operated by Jones for inspection to verify the use, access, disclosute, printing, copying, and return of HP property, including but not limited to all. Western Digital hard drives utilized by Jones: and the production of all passwords and links for all online storage areas utilized by Jones, including but not limited to Memeo accounts, for inspection; D. That HP be awarded compensatory damages it has suffered, in an amount to be proven at trial; B. That HP be awarded punitive and/or exemplary damages for all claims for which such damages are authorized; F. That HP be awarded attomeys” fees and the costs of this action as permitted by statutes G. That Jones be ordered to disgorge all improper benefits, profits, and/or gains: H. Foran accounting of the misuses of HP’s information and property and other unlawful acts; 1. Fora constructive trust for the benefit of HP to be imposed upon all funds, assets, revenues and profits derive from the unlawful acts and threatened misappropriation of HP’s information and property; J. For prejudgment and post judgment interest at the maximum legal rate, as provided by the laws of California, as applicable, as an element of damages which HP has suffered as a result of the wrongful and illegal acts complained of herein; and 24 CIVIT. COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, BREACH OF CONTRACT. CONVERSION AND OTHER CLAIMS.64/07/2011 15:18 4882790655 wee ran eon 10 il 12 B 14 15 16 17 18 19 20 21 22 23 25 26 27 28 and just. Dated: April 6, 2011 Dated: April 6, 2011 K. That HP be awarded such other and further relief as the Court deems equitable CIVIL COMPLAINT FOR MISAPPROPRIATION OF TRADE SECRETS, “REACH OF CONTRACT, CONVERSION AND OTHER CLAIMS FEDEX KINKOS 2381 PAGE 26/27 Respectfully submitted, HEWLETT:PACKARD COMPANY BERGESON,LLP By: jel. Bergeson Attomeys for Plaintiff HEWLETT-PACKARD COMPANY 2564/07/2011 15:18 4882798655 FEDEX KINKOS 2381 PAGE 27/27 Ml ~ iii 1 DEMAND FOR JURY TRIA 2 Plaintisf Hewlett-Packard Company hereby demands a trial by jury in the above- 3 || captioned matter on all matters so triable. 4 5 \|Dated: April 6, 2011 Respectfully submitted, 6 SEYFARTH SHAW LLP i 7 8 9 10 LETT-PACKARD COMPANY i 12 ||Pated: Apri 6, 2011 BERGESON.LLP 13 14 By: PUL J. Bergeson: re 6 Attomeys for Plaintit Mh HEWLETT-PACKARD COMPANY 18, 19 20 21 22 23 24 25 26 27 28 1 CIVIL COMPLAINT FOR MISAPFROPRIATION OF TRADE SECRETS, pam paige oan png haprshontpidp lng fAtornhandga gaan